Item 5.02. Departure of Directors or Certain Officers; Election of Directors;


           Appointment of Certain Officers; Compensatory Arrangements of Certain
           Officers

At a meeting of the Compensation Committee of the board of directors of Zogenix, Inc. (the "Company") on February 17, 2022, performance bonus payments were approved for Gail M. Farfel, Executive Vice President and Chief Development Officer, and Michael P. Smith, Executive Vice President, Chief Financial Officer and Treasurer, in the amounts of $209,979 and $205,979, respectively. The bonus payments are in addition to the ordinary course 2021 annual bonus payments to the Company's executive officers under the Company's annual incentive plan. Mr. Smith's bonus payment will be paid concurrently with the closing of the transactions contemplated by that Agreement and Plan of Merger, dated January 18, 2022, by and among the Company, UCB S.A., société anonyme formed under the laws of Belgium and Zinc Merger Sub, Inc., a Delaware corporation (the "Closing"). Ms. Farfel's bonus payment will be paid upon the earlier of the occurrence of (i) the Closing or (ii) the Company obtaining approval from the U.S. Food and Drug Administration in connection with the Company's supplemental New Drug Application for the use of FINTEPLA for the treatment of seizures associated with Lennox-Gastaut syndrome.

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